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Pennygate Holdings plc Business Plan
2016
Business Summary
The directors of Pennygate Holding plc (the company) announces
its intention to offer for sale 500,000
shares which represents approximately
10% of the total capital value of
the company.
Pennygate Holdings plc owns and runs the one2find.com job search engine. One2find is a global search engine that enables job seekers worldwide to search for employment vacancies both home and abroad. The online recruitment industry is currently in transformation, driven by job seekers who begin their job search on search engines instead of traditional job boards. Since it’s relatively recent launch one2find has already proven itself to be a strong contender in the battle to become a world leader in the job search industry - gaining recognition as one of the top 100,000 websites in the world within a matter of months (Alexa World Ranking status). This achievement is as a result of ongoing Google and Facebook Ad campaigns as well as mail shots to Job Centres across the UK. Organic growth has also played an intrinsic role in one2find’s overall success and it’s confidently envisaged that with adequate funding this remarkable success will continue to gain momentum throughout the next 3-5 years. Incidentally, one2find’s ranking status in the USA website charts has been equally impressive - being placed in the top 20,000 (14,907) - achieved after a very short ad campaign. one2find’s primary focus is giving free access to 1000’s of job vacancies to job seekers worldwide. The website is designed with the simple purpose of providing a platform where job seekers can undertake a comprehensive job search from their desktops, tablets and smartphones. Overall Business Dynamics
Business Overview
The one2find.com website provides access to millions of job
openings across all job categories and industries, reaching job
seekers on the web, mobile devices and email. With
adequate funding it also intends to provide employers with a
platform to advertise their job vacancies. one2find.com
offers free job searching to everyone - worldwide.
Google Chrome translates the
pages for foreign nationals
making it universally
user-friendly - with an option
to translate into any language
of the user's choice - very
useful for ex-patriots.
one2find.com is everything other
job search engines isn't; based
on the Google interface it is
simple to use, easy on the eye
with no clutter or distractions
and provides "everything under
one roof" for job seekers with
minimal clicks - it literally
empowers job seekers worldwide
with the ability to browse
local, national and
international job vacancies
instantly. You can view the
website right now for first hand
evidence that it really is as
amazing as we say it is.
All job listings are "on the fly" meaning nothing is cached, this ensures job seekers never waste time applying for jobs that are no longer available. Every vacancy is collated "live" from job boards, websites, career pages etc. one2find.com is also compatible with smart phones and tablet computers for job seekers on the move - and as a result of Google Chrome's translation facility, one2find.com automatically loads in the language of the user's location, for example; a job seeker in Spain will find one2find.com loaded in Spanish - skillfully promoting global affinity. one2find.com is already being utilised by overseas job seekers looking for work in their own countries as well as internationally - predominantly the UK and USA. As a result of this global recognition, the potential rate of one2find's exponential growth is immeasurable and it is our determined objective to harvest as much of this growth as possible with a structured use of investment funding. As well as currently empowering job seekers to find employment, our primary aim is to extend the same simple and uncluttered platform to employers who wish to post their job vacancies on one2find.com - indeed we have already been contacted by companies in the UK as well as in the USA to provide this service. With adequate funding, the first phase of it's expenditure will be to install the necessary software to enable employers to post their job vacancies on one2find.com for which they will be charged a fee. Incorporated within this software upgrade we will also enable businesses to advertise on our site. By providing two separate sources of revenue and therefore increasing the site's value, these improvements will also further enhance one2find's global identity in the job search industry. Clearly the amount of traffic that these developments to the site will potentially generate will ensure that profit margins on your investments will be extremely high.
The
business opportunity is made to sophisticated investors who acknowledge
the risks. Only investments of £100, £500 and £1,000 will be accepted
with a maximum investment of £5,000.00 per household. Initially
up to 500,000 shares will be on offer at £1.00 per share
representing approximately 10% of the total capital value of the
company. It is
envisaged, if this investment tranche is satisfactorily completed, there
may be a further offer of shares next year. On present projections from the directors the price
is
likely to be approximately £7.00 per share with the issue being limited to a
further 150,000 shares. It
is not envisaged that there will be any further dilution thereafter,
however the directors reserve the right to allot further shares to support
the ongoing development plans for the company in the future, on such
terms as they may determine. All
fully paid shares in the company will be freely transferable and free from any lien. There will not however be any listing or market for the transfer
of the shares. The right
is reserved to allot further shares to support the ongoing development
plans for the company in the future, on such terms as the board of
Pennygate Holdings plc may determine. To purchase shares please
click icon below:-
Industry The internet has become an essential job search tool. The internet represents a powerful, fast-changing fluid source of information for all job seekers. The worldwide job search industry is huge. As an example CareerBuilder who are one of the largest job sites in the United States has more than 24 million unique visitors per day and over one million jobs advertised (career builder value). Online advertising accounted to around £4.5 billion in 2012. In 2013, two thirds (67%) of unemployed adults had looked for a job or submitted a job application online.A job seeker can use the Internet any time day or night, seven days a week. This is particularly valuable for people who cannot job hunt during regular working hours or who are seeking employment in another geographic area or career field. There are no geographic boundaries using the internet. A search can include any part or area of any country the job seeker is interested in. Statistics show that job seekers spend between 5 and 20 hours per week on internet job searching and that over 80% of searchers prefer job search engines over employers' web sites to find a new job.
The general trend for
most UK job search engines is to display job listings primarily across
the UK, or occasionally just one particular location in the UK.
Sometimes they specialise in one specific classification of employment
only such as the oil and gas industry. one2find.com however, displays
job listings locally, nationally and internationally, covering every
level and grade of every industry and profession - all with a few clicks
in a simple search box.
Current Position
The site enjoys approximately 20,000 visitors per day with approximately 30,000 to 35,000 page loads
per day.
Check
current value.
Since May 2013 the one2find.com web site has enjoyed over
50
million page views and over 19 million visitors.
The aim of the directors of Pennygate Holdings plc is to build the capital value of its shares through the success of its website. The directors are not intending to declare dividends, all income and investment will be utilised primarily to develop and market the website. After a suitable period of development, it is envisaged that one2find.com will become an attractive target for other web based companies and investors' capital could be realised at the time of sale. Current projections indicate the share value rising to £7 per share within 12-18mths.
Google AdWords – Facebook – mail shots – pay
per click advertising on various sites (ie Yahoo Advertising, AdWords,
adKnowledge, advertise.com) The growth strategy follows a progressive
increase in marketing activity and geographical awareness as the website
grows over time.
Initial expenditure will be utilised in the
development of the website to enable one2find.com to generate revenue
from advertising and job posting - we intend to implement the
advertising model as used by Facebook which allows up to five credit
card-sized adverts on each page load. As well as generating revenue from
direct advertising the site will be upgraded to allow employers to post
job vacancies. With the increase in daily traffic we will also need to
upgrade the web server. eis TAX RELiEF Pennygate Holdings plc submitted their plans to raise money, as well as details of their structure and trade etc. to HMRC and have been approved for the Enterprise Investment Scheme (EIS) tax reliefs relating to their shares.Tax relief is available to individuals only, who subscribe for shares in an Enterprise Investment Scheme (EIS). Relief is at 30 per cent of the cost of the shares, to be set against the individual's Income Tax liability for the tax year in which the investment was made. If you sell, give away, exchange or otherwise dispose of shares, tax reliefs can reduce your Capital Gains Tax bill. Your shares must meet certain conditions to qualify for these reliefs. Please visit the HMRC website for further information on EIS tax relief - HMRC EIS Information SEIS TAX RELIEF Pennygate Holdings
plc submitted their plans to raise money, as well as details of their
structure and trade etc. to HMRC and have been approved for Seed
Enterprise Investment Scheme (SEIS) tax reliefs relating to their
shares. Please visit the HMRC website for further information on SEIS tax relief - HMRC SEIS Information Important Note:- Tax relief is only available to residents of the United Kingdom
TARGET MARKETS Our target market is quite simply the job seekers and employers worldwide. Job seekers will be allowed to search for jobs without being charged, whilst we intend to charge employers to post their jobs on one2find.com Clearly the potential target numbers are very impressive with one2find's global identity; it is our intention to capture the widest audience possible. EXIT STRATEGY The directors of
Pennygate Holdings Plc intend to increase the value of one2find via
intensive marketing. Google, Facebook and other online marketing
strategies will be implemented along with mail shots, newspaper,
television and radio advertising to raise public awareness of
one2find.com. Management Structure P C Rhead - Managing Director P J Harris - IT DirectorMr Rhead established his engineering company, Transmission Units & Co. Ltd in 1979, with his management skills he has successfully steered the company through various recessions and it continues to thrive to this day. In addition to his engineering company, Mr Rhead has also set up a variety of IT businesses each time confidently employing the skills of Mr Harris to manage them for him - this symbiotic relationship between Mr Rhead and Mr Harris has resulted in a number of successful enterprises over the last 25yrs. Mr Harris built his business into one of the largest IT outlets in The Algarve Portugal. During a period spanning more than ten years he established himself as the primary contact for both commercial and private users in the ex pat community running the business successfully until it was sold when he repatriated to the UK for his children's education. More recently, both Mr Rhead and Mr Harris successfully developed an app called Snappy Dialer, the app enables mobile phone users worldwide to talk for free using only a Wi-Fi signal. With their combined managerial and IT expertise, Mr Rhead and Mr Harris have continued to find success with their various business ventures over the last three decades and their enthusiasm to develop yet more business ventures is a recipe for success. OPPORTUNITY FOR GROWTH The strength of One2find is that it offers unlimited global growth in areas such as advertising and employers' job listings revenue.• Continue to develop the one2find brand and grow the daily user base. • Continue to deliver exceptional customer service and a unique customer experience. • Increase the numbers of new jobs available to customers. • Develop the one2find web site to allow large and small companies to post job vacancies. • Expand the web site to allow general advertising on each page.
The prospectus itself is not regulated and has been prepared and is communicated only by the company. Investment in the company may expose the individual concerned to a significant risk of losing all of the money or other assets invested. This prospectus is exempt from the general restriction (in section 21 of the Act) on the communication of invitations or inducements to engage in investment activity on the grounds that it is made to persons who are exempt from the general restriction, by virtue of Articles 43, 48 or 50A of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, or who are otherwise exempt. Any recipient of the prospectus who does not qualify under the terms of the above exemptions must not view this prospectus, must return the prospectus documents to the company immediately and should not read or act upon any of the information contained within it. This prospectus does not constitute an offer of or an invitation to subscribe for securities to the public that would otherwise be required to comply with the 'Prospectus Regulations 2005'. No public offer in any jurisdiction is being made by the prospectus. This prospectus is goverened by the laws of the United Kingdom and does not constitute an offer, or the solicitation of an offer, in relation to shares in any jurisdiction in which such offer or solicitation is unlawful. Any investment in shares is subject to a number of risks. Prior to investing in shares, prospective investors should carefully consider risk factors associated with one2find and the industry in which it operates. The price of the shares may decline resulting in investors losing all or part of their investment. No person has been authorised to give any information or make any representation other than those contained in this document and, if given or made, such information or representation must not be relied upon as having been so authorised. Neither the delivery of this document nor any subscription or sale made here under shall, under any circumstances, create any implication that there has been no change in the affairs of one2find since the date of this document or that the information in this document is correct as of any time subsequent to the date hereof. The shares have not been, and will not be, registered under the US Securities Act of 1933, as amended (the 'US Securities Act'). The shares offered by the prospectus may not be offered or sold in the United States, except to qualified institutional buyers ("QIBs"), as defined in, and in reliance on, the exemption from the registration requirements of the US Securities Act provided in Rule 144A under the US Securities Act ("Rule 144A") or another exemption from, or in a transaction not subject to, may be relying on the exemption from the provisions of section 5 of the US Securities Act provided by Rule 144A or another relevant exemption. The shares have not been recommended by any US federal or state securities commission or regulatory authority. Furthermore, the foregoing authorities have not confirmed the accuracy or determined the adequacy of the prospectus. Any representation to the contrary is a criminal offence in the United States. Other than in the United Kingdom, the Channel Islands and the Isle of Man, no action has been taken or will be taken to permit the possession or distribution of the prospectus (or any other offering or publicity materials relating to the shares) in any jurisdiction where action for that purpose may be required or where doing so is restricted by law. The prospectus does not constitute an offer of, or the solicitation of an offer to subscribe for or purchase any of the shares to any person in any jurisdiction to who it is unlawful to make such offer or solicitation in such jurisdiction. Accordingly, neither the prospectus, nor any advertisement, nor any other offering material maybe distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. Persons into whose possession the prospectus comes should inform themselves about and observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of the securities laws of any such jurisdiction. None of the shares may be offered for subscription, sale or purchase or be subscribed, sold or delivered, and this document and any other offering material in relation to the shares may not be circulated, in any jurisdiction or give rise to an obligation to obtain any consent, approval or permission, or to make any application, filing or registration, other than the UK. CONFIDENTIALITY This prospectus has been prepared exclusively by the company. It is to be used solely as a guide for the purpose of giving background information to enable recipients to assess whether they wish to subscribe for shares in the company.The information and opinions contained within this prospectus are strictly confidential. Neither the prospectus nor any part of it may be copied, published, disclosed, reproduced or distributed to any person at any time without the prior written consent of the company, and shall not be used for any purpose other than in connection with the proposed investment in the company. By accepting the prospectus you are deemed to undertake and warrant to the company that you will keep it confidential. You agree to indemnify the company against any losses incurred by the company as a result of any unauthorised disclosure, and to return on demand, the prospectus and any related documents or information to the company. GENERAL Although the company has used publicly available information in compiling this prospectus and has used reasonable efforts to check the accuracy of the information, its accuracy cannot be guaranteed.The company has not independently verified any of the information, links to other sites or resources provided within the prospectus and does not purport to be all-inclusive or necessarily to contain all the information that a prospective investor may desire in investigating the company, and may be subject to updating, withdrawal, revision or amendment. No representation or warranty, express or implied, is or will be given by the company, its advisers or any of their respective directors, shareholders, partners or employees as to the accuracy or completeness of the prospectus or the information or opinions contained therein. Any financial projections given are illustrative only and none of the projections or assumptions should be taken as forecasts or promises on the part of the company nor should they be taken as implying any indication, assurance or guarantee that those assumptions are correct or exhaustive. This prospectus is not intended to form the basis of any investment decision and all liability for reliance on the contents hereof is excluded. Each recipient of this prospectus must make its own independent assessment of the information provided by the company and is advised to seek independent advice on the contents hereof from an authorised person specialising in advising on investments of the kind in question. Neither the company, nor any of their advisers, nor their respective directors, partners, representative, agents, consultants or employees shall be liable for any direct, indirect or consequential loss or damage suffered by any person relying on statements or omissions from this prospectus and to the maximum extent permitted by law, all conditions, warranties and other terms which might be implied by statute, common law or the law of equity and any such liability are expressly excluded. This prospectus / business plan should not be construed as a recommendation to prospective investors by the company or any of their respective officers to invest in the company, and does not form any commitment by the company to proceed with an investment. The company reserves the right to terminate the procedure at any time and to terminate any discussions and negotiations with any prospective investors at any time and without giving any reason. Any person who invests in the company at any time must comply with all applicable laws and regulations in force in any jurisdiction in which they acquire, offer or sell shares and must obtain any consent, approval or permission required in respect of any such transaction under the laws and regulations in force in any jurisdiction to which they are subject or in which any such transaction takes place or in which they possess the prospectus. Neither the company nor any of its agents shall have any responsibility for any such matters. The distribution of the prospectus in certain jurisdictions other than the United Kingdom may be restricted by law and therefore persons accessing the prospectus into whose possession the prospectus documents come should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of securities laws of any such jurisdiction. Recipients represent and warrant to the company that they are able to receive the prospectus without contravention of applicable legal or regulatory restrictions in the jurisdiction in which they reside, conduct business or receive the prospectus, including in particular the requirements of the Act. RISK WARNING Potential investors should be aware of the risks associated with an investment in the company especially at an early stage in its development and should ensure that they understand this before continuing. If the potential investor is in any doubt regarding the contents of any prospectus, he must consult his own professional financial advisers.Any investor in shares in Pennygate Holdings plc should be aware of the risks associated with such investment.The information and comment regarding an investment in Pennygate Holdings plc set out in this Business Plan (together the “Prospectus”) are the responsibility of Pennygate Holdings plc and its directors. The directors have been advised by the Financial Conduct Authority that the prospectus does not fall within the regulations as to investment activity and invitations and inducements to engage in it, set out in the Financial Services and Markets Act 2000 (“the Act”). Specifically the prospectus falls outside the general restriction in section 21 of the Act. The prospectus is not a public offer in any jurisdiction made by the pitch. The prospectus / business plan is goverened by laws pertaining to the United Kingdom. Please note that the prospectus / business plan does not constitute an offer in respect of shares to any person or persons resident in any jurisdiction in which such offer or solicitation is not permitted by law. Notwithstanding that the prospectus falls outside the framework of the Act, the directors will only accept investments from:- (a) Certified high net worth individuals (within the meaning of Article 48 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (“the Order); or (b) Certified sophisticated investors (within the meaning set out in Article 50 of the Order). By making the investment the investor undertakes that on request from Pennygate Holdings plc he or she will accept that they will abide by the following statement made to Pennygate Holdings plc a statement in the following form:- “I declare that I am making an investment in shares in Pennygate Holdings plc notwithstanding that that investment has not been approved by an authorised person and that its content is not subject to control which would apply if the promotion were made or approved by an authorised person. I am aware that it is open to me to seek advice from someone who specialises in advising on this kind of investment. I also realise that EIS and SIES tax relief is only available to residents of the United Kingdom. I also declare that I have an annual income suficient to support my investment in Pennygate Holdings plc and realise that shares can increase as well as decrease in value.” PROFESSIONAL ADVISORS
The auditors of the Company are Folkes Worton LLP, Chartered
Accountants and registered auditors 15/17 Church Street,
Stourbridge, West Midlands DY8 1LU.
The Company's solicitors are Jobsons solicitors Limited, 4 North Courtyard, Dunston Business Village, Stafford ST18 9AB. The Directors have reviewed this business
plan with the auditors and the solicitors.
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